Paylocity (PCTY) CFO Glenn Ryan sells 3,279 shares in planned trades

Rhea-AI Filing Summary

Paylocity Holding Corp Chief Financial Officer Glenn Ryan sold 3,279 shares of common stock in open-market transactions. The sales occurred on February 19, 2026 at weighted average prices around $107.55, $108.21, and $109.12 under an approved 10b5-1 trading plan adopted on September 5, 2025. Following these sales, Ryan directly owns 71,449 Paylocity shares.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Glenn Ryan

(Last) (First) (Middle)

C/O 1400 AMERICAN LANE

(Street)

SCHAUMBURG IL 60173

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Paylocity Holding Corp [ PCTY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/19/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value $0.001	02/19/2026		S		2,002(1)	D	$107.55(2)	72,726	D
Common Stock, par value $0.001	02/19/2026		S		1,177(1)	D	$108.21(3)	71,549	D
Common Stock, par value $0.001	02/19/2026		S		100(1)	D	$109.12	71,449	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The transaction indicated was conducted under an approved 10b5-1 Plan adopted by the reporting person on September 5, 2025.

2. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $107.02 to $108.01, inclusive. The reporting person undertakes to provide to Paylocity Holding Corporation, any security holder of Paylocity Holding Corporation, or the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnotes 2 and 3 of this Form 4.

3. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $108.05 to $108.86, inclusive.

Remarks:

	/s/ Kris Kang, attorney-in-fact to Ryan Glenn	02/23/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did Paylocity (PCTY) report for Glenn Ryan?

Paylocity reported that CFO Glenn Ryan sold 3,279 shares of common stock in open-market transactions. These sales were disclosed on a Form 4 and involved multiple trades executed on February 19, 2026 at different weighted average prices.

How many Paylocity (PCTY) shares did the CFO sell and at what prices?

The CFO sold 3,279 Paylocity shares in three blocks: 2,002 at about $107.55, 1,177 at about $108.21, and 100 at about $109.12. The filing notes weighted average prices based on multiple trades within specified price ranges.

Does the Paylocity (PCTY) Form 4 indicate a 10b5-1 trading plan?

Yes. The filing states the transactions were conducted under an approved 10b5-1 plan adopted by Glenn Ryan on September 5, 2025. Such plans typically pre-schedule trades, helping insiders sell shares in a structured, pre-arranged manner.

How many Paylocity (PCTY) shares does CFO Glenn Ryan own after the sale?

After these sales, Glenn Ryan directly owns 71,449 shares of Paylocity common stock. This post-transaction holding figure is reported in the Form 4 and reflects his remaining direct ownership position following the February 19, 2026 trades.

Were the Paylocity (PCTY) insider sales executed in the open market?

Yes. The Form 4 describes the transactions as open-market sales of common stock. It also specifies that the reported prices are weighted averages, with individual trades executed within disclosed price ranges for the relevant transaction groups.